REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 31st, 2023 • Apollomics Inc. • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 29, 2023, is made and entered into by and among Apollomics Inc., a Cayman Islands exempted company (the “Company”), Maxpro Capital Acquisition Corp., a Delaware corporation (“Maxpro”), MP One Investment LLC (“Maxpro Sponsor”), a Delaware limited liability company, the executive officers and directors of Maxpro as of immediately prior to the consummation of the transactions contemplated by the Combination Agreement (as defined below) (such executive officers and directors, together with Maxpro Sponsor, the “Sponsor Parties”), certain shareholders of the Company set forth on Exhibit A hereto (the “Apollomics Holders”) (each such Sponsor Party or Apollomics Holder and any other Person (as defined below) who hereafter becomes a party to this Agreement, each a “Holder”, and, collectively, the “Holders”).
WARRANT AGREEMENTWarrant Agreement • February 10th, 2023 • Apollomics Inc. • Pharmaceutical preparations
THIS WARRANT AGREEMENT, dated as of February 9, 2023 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between Apollomics Inc., a Cayman Islands exempted company (the “Company”), and the undersigned warrantholder (“Warrantholder”).
PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K, CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN REDACTED AND, WHERE APPLICABLE, HAVE BEEN BRACKETED. SUCH REDACTIONS ARE IMMATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. Edison Oncology...License Agreement • November 22nd, 2022 • Apollomics Inc. • Pharmaceutical preparations • California
This License Agreement, dated January 31, 2021 (the “Effective Date”) is entered into by and between Edison Oncology Holding Corp., a Nevada corporation having an address at 3475 Edison Way, Suite R, Menlo Park CA 94025 (“Edison”) and Apollomics Inc., a Cayman corporation having an address at Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman KY1-111, Cayman Islands (“Apollomics”). Edison and Apollomics are also referred to individually as a “Party” and together as the “Parties”.
PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K, CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN REDACTED AND, WHERE APPLICABLE, HAVE BEEN BRACKETED. SUCH REDACTIONS ARE IMMATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. TRI- PARTY AGREEMENTTri-Party Agreement • November 22nd, 2022 • Apollomics Inc. • Pharmaceutical preparations • Hong Kong
This Tri-Party Agreement (this “Agreement”) is made by and among Crown Bioscience (Taichang), Inc. (中美冠科生物技术（太仓）有限公司), a PRC limited liability company (“Licensor”), CB Therapeutics Inc., a Cayman company (“Licensee”), and Genor Biopharma Co., Ltd. (嘉和生物药业有限公司), a PRC limited liability company (“Genor”) (each of Licensor, Licensee, and Genor, a “Party” and collectively, the “Parties”).
PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K, CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN REDACTED AND, WHERE APPLICABLE, HAVE BEEN BRACKETED. SUCH REDACTIONS ARE IMMATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. COLLABORATION AGREEMENTCollaboration Agreement • December 23rd, 2022 • Apollomics Inc. • Pharmaceutical preparations • California
This Collaboration Agreement (this “Agreement”) is made by and between Apollomics Inc., a Cayman company, together with its Affiliates (“Apollomics”), and Beijing Pearl Biotechnology Co., Ltd. (北京浦润奥生物科技有限责任公司), a PRC limited liability company (“Pearl”) (each of Apollomics and Pearl, a “Party”, and collectively, the “Parties”), effective as of the date last signed by the Parties (the “Effective Date”).
FIRST AMENDMENT TO THE BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • February 10th, 2023 • Apollomics Inc. • Pharmaceutical preparations
This First Amendment (this “First Amendment”) to the Business Combination Agreement, dated as of September 14, 2022 (the “Business Combination Agreement”), by and among (i) Maxpro Capital Acquisition Corp., a Delaware corporation (together with its successors, the “SPAC”), (ii) Apollomics Inc., a Cayman Islands exempted company (the “Company”) and (iii) Project Max SPAC Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company, is made as of February 9, 2023. Capitalized terms used and not defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement.
SUBLEASESublease • November 22nd, 2022 • Apollomics Inc. • Pharmaceutical preparations • California
SECOND AMENDMENT TO OFFICE LEASEOffice Lease • March 28th, 2024 • Apollomics Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT (this “Amendment”) is made and entered into as of October 23, 2023, by and between HUDSON METRO CENTER, LLC, a Delaware limited liability company (“Landlord”), and APOLLOMICS INC., a California corporation (“Tenant”).
TRI-PARTY AGREEMENTTri-Party Agreement • December 23rd, 2022 • Apollomics Inc. • Pharmaceutical preparations • California
This Tri-Party Agreement (this “Agreement”) is made by and among Crown Bioscience (Taichang), Inc. (中美冠科生物技术(太仓)有限公司)， a PRC limited liability company (“Licensor”), CB Therapeutics Inc., a Cayman company (“Licensee”), and Chia Tai Tianqing Pharmaceutical Group Co., Ltd. (正大天晴药业集团L殳份看限公司), a PRC company limited by shares (“CTTQ”) (each of Licensor, Licensee, and CTTQ, a “Party” and collectively, the “Parties”).
Amendment 1 to License AgreementLicense Agreement • September 28th, 2023 • Apollomics Inc. • Pharmaceutical preparations
Edison Oncology Holding Corp. (“Edison”) and Apollomics Inc. (“Apollomics”) previously entered into a License Agreement dated January 31, 2021 (“License Agreement”), for the purpose of developing, seeking regulatory approval and commercializing EO1001. Edison and Apollomics are also referred to individually as a “Party” and together as the “Parties”;
COLLABORATION AND LICENSE AGREEMENT BY AND BETWEEN APOLLOMICS, INC. AND REVMAB BIOSCIENCES USA, INC. November 12, 2019Collaboration and License Agreement • November 22nd, 2022 • Apollomics Inc. • Pharmaceutical preparations • California
This Collaboration and License Agreement (the “Agreement”) is made and entered into as of the 12th day of November 2019 (the “Effective Date”) between Apollomics Inc. a Cayman corporation having its principal place of business at Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands including its subsidiaries (“Apollomics”), and the RevMAb Biosciences USA, Inc., a California corporation, having a place of business at 830 Dubuque Ave, South Sand Francisco, CA 940280 (“RevMab”). Apollomics and RevMab are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDED & RESTATED LICENCE AND CO-DEVELOPMENT AGREEMENT-Development Agreement • November 22nd, 2022 • Apollomics Inc. • Pharmaceutical preparations • England
This Amended and Restated Licence and Co-Development Agreement (the “Agreement”) is entered into by and between TYG oncology Ltd., a UK Limited Company (“TYG” or “Licensor”), with its address at Synergy House 7 Acorn Business Park Commercial Gate Mansfield, Nottinghamshire NG 18 1EX UK; and Apollomics (Hong Kong) Limited, a Hong Kong entity (with company number 2844212) having one of its places of business at 989 E Hillsdale Blvd, Ste 220, Foster City, CA 94404, USA (“Apollomics”), as of the date last signed by the parties hereto (the “Amendment Date”) and amends and restates the Original Agreement (as defined below).
TECHNOLOGY TRANSFER AND CO-DEVELOPMENT AGREEMENT BY AND BETWEEN APOLLOMICS (HONG KONG), LIMITED AND NUANCE BIOTECH INC. AND NUANCE BIOTECH (SHENZHEN) CO., LTD. AND NUANCE BIOTECH (NANTONG) CO., LTD. DATED AS OF JANUARY 25 2021Development Agreement • November 22nd, 2022 • Apollomics Inc. • Pharmaceutical preparations • New York
This Technology Transfer and Co-Development Agreement (this “Agreement”) is entered into as of January 25, 2021 (the “Closing Date”) by and among (a), APOLLOMICS (HONG KONG), LIMITED, a Hong Kong entity along with its Affiliates having one of its places of business at 989 East Hillsdale Blvd. Suite 220, Foster City, CA 94404 (“Apollomics”), and (b) Nuance Biotech Inc. (“Nuance Cayman”), a Cayman Islands company; (c) Nuance Biotech (Shenzhen) Co., Ltd., a PRC company with its registered office at Unit 1505, Block A, Innovation Plaza, No. 2007 Pingshan Avenue, Pingshan District, Shenzhen, PRC (“Nuance Shenzhen”); and (d) Nuance Biotech (Nantong) Co. Ltd, a PRC company with its registered office at Building A1, 100 Dongting Lake Road, Linjiang Town, Haimen Distric, Nantong City, Jiangsu Province, China (“Nuance Nantong”, and collectively, with Nuance Cayman and Nuance Shenzhen, “Nuance”). Apollomics and Nuance are referred to herein individually as a “Party” and collectively as the “Parti
WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENTWarrant Assignment, Assumption and Amendment Agreement • March 31st, 2023 • Apollomics Inc. • Pharmaceutical preparations • New York
This WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”) is made as of March 29, 2023, by and among Maxpro Capital Acquisition Corp., a Delaware corporation (the “Company”), Apollomics Inc., a Cayman Islands exempted company (“Apollomics”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Warrant Agent”).
PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K, CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN REDACTED AND, WHERE APPLICABLE, HAVE BEEN BRACKETED. SUCH REDACTIONS ARE IMMATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. DATA SUBLICENSE...Data Sublicense Agreement • November 22nd, 2022 • Apollomics Inc. • Pharmaceutical preparations • California
This Data Sublicense Agreement (this “Agreement”) is made by and between Crown Bioscience (Taichang), Inc. (中美冠科生物技术（太仓）有限公司), a PRC limited liability company (“Licensor”), and CB Therapeutics Inc., a Cayman company (“Licensee”) (each of Licensor and Licensee, a “Party” and collectively, the “Parties”).
